yet another hypothetical question - share buy backs
yet another hypothetical question - share buy backs
Author
Discussion

aceparts_com

Original Poster:

3,724 posts

264 months

Friday 3rd February 2006
quotequote all
Like they say, if you don't ask you don't learn...

Anyway, express donuts international is owned by two people, each with a 50% share holding. Now, person A is as happy as larry, person B is unhappy and wants out.

Person A can't/won't buy B's shares.
Can person B sell the shares back to the company, leaving A with 50%?

srebbe64

13,021 posts

260 months

Friday 3rd February 2006
quotequote all
No

J1mmyD

1,823 posts

242 months

Friday 3rd February 2006
quotequote all
You can do a full share buy back, but it's very complicated .... if you REALLY want to know, I can pull the books out over the weekend and look it up, but it'll be full of references to the CA.

aceparts_com

Original Poster:

3,724 posts

264 months

Friday 3rd February 2006
quotequote all
No, it was just one of those 'what happens if' and 'I wonder....' questions with no ulterior motive.

Thanks for quenching my curiosity.

Eric Mc

124,768 posts

288 months

Friday 3rd February 2006
quotequote all
Yes you can - but you need to get prior agreement to the arrangements involved by writing to HM Revenue and Customs. In other words, you need to contact the Revenue BEFORE you maje any payments to any individuals.

srebbe64

13,021 posts

260 months

Friday 3rd February 2006
quotequote all
Eric Mc said:
Yes you can - but you need to get prior agreement to the arrangements involved by writing to HM Revenue and Customs. In other words, you need to contact the Revenue BEFORE you maje any payments to any individuals.

Well I've learned something today!

Eric Mc

124,768 posts

288 months

Friday 3rd February 2006
quotequote all
I know because about ten years ago I had to rescue a client who had allowed his co-shareholder to sell his shares back to the company for a "sum". He thought it was a neat idea which would result in a tax free lump sum into his hand.

Luckily for us, the Revenue were willing to give retrospective permission - although I wouldn't count on such a lenient approach every time.

murcielago_boy

2,014 posts

262 months

Monday 6th February 2006
quotequote all
I don't understand.....
In the 1st scenario with 2 shareholders who own 50% each of the company... who is person B selling the shares to?
The company?

The company owns the shares of itself....and is it's own 50% shareholder? wwaaaaa??? How is person B PAID? Can someone elaborate on this?

Eric Mc

124,768 posts

288 months

Monday 6th February 2006
quotequote all
Person B decides he/she no longer wants to own some or all of the shares he/she currently owns. He says to the "company" - give me £10,000 (say) and I'll tear up the share certificates i.e. the shares will no longer exist. So, the number of Issued Shares will be reduced by the number of shares which have been "cancelled". The dispooser of the shares will be subject to Capital Gains Tax on the difference bewteen what the shares originally cost him/her less the proceeds and ancillary costs of disposal, indexation, taper relief, personal CGT allowance etc.

srebbe64

13,021 posts

260 months

Monday 6th February 2006
quotequote all
Eric Mc said:
Person B decides he/she no longer wants to own some or all of the shares he/she currently owns. He says to the "company" - give me £10,000 (say) and I'll tear up the share certificates i.e. the shares will no longer exist. So, the number of Issued Shares will be reduced by the number of shares which have been "cancelled". The dispooser of the shares will be subject to Capital Gains Tax on the difference bewteen what the shares originally cost him/her less the proceeds and ancillary costs of disposal, indexation, taper relief, personal CGT allowance etc.


Well that's interesting - I didn't know that. I thought the default setting was that a company can't finance the purchase of its own shares? My business is selling companies to other trade buyers, so my knowledge of the above is pretty minimal.

Eric Mc

124,768 posts

288 months

Monday 6th February 2006
quotequote all
The key to doing this is getting PRIOR permission from HM Revenue and Customs.